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Creo Scitex at Drupa 2000

Interview with Erez Meltzer: “Ultimately, we have 150 products at the exhibition, a pavilion occupying a huge area of 2,000 square metres. Our equipment is positioned in another fourteen pavilions belonging to other companies. Incidentally, for PR purposes, we distributed 25,0000 footballs with our logo. Every two hours, thousands of these footballs are tossed down from an elevated position, to tell the world that Creo-Scitex is here”.
Putting Private Anxieties Aside

By Aviva Rosen

DRUPA 2000, the global print exhibition currently taking place in Germany sets the agenda for the print world. If you are not there, you don’t exist. Some conclude the deals of a lifetime by having their products perfectly displayed, and some are there with new products, but which are poorly exhibited, and thus missed by potential customers.

One company that is there with glad new tidings is Creo-Scitex , a merger between a division of Israel’s Scitex and Creo of Canada. The merger was worked out in January but not finally signed until April, leaving the two companies very little time to organize and arrive at DRUPA with a common message.

Creo-Scitex president Erez Meltzer, pre-merger vice president of Scitex, tells how quickly this was achieved. In an age where work on mergers takes years until the companies discover whether the merger has been a success or a failure, such speed can only be achieved if everybody acts in unison toward a single goal. And that, in fact, is what happened. The employees of both companies realized that unless they acted jointly, both parent companies were liable to collapse and they would lose their jobs.

When mergers happen, Meltzer says, many employees become anxious, for fear of losing their position. There are personal and group interests that have nothing to do with the interests of the organization. “In our case,” Meltzer says, “these fears were put to one side in favour of the common interest of putting in a united appearance at the exhibition.”

Meltzer: “There exists quite a large cultural gap. One the one hand, there is a global entity such as Scitex, in which 70% of employees, mostly Israelis, worked geographically dispersed all over the world. On the other hand, there is a Canadian company, with a typical North American mentality. All that remained to the new company, in terms of time, was five weeks of intensive effort to enable us to come fully prepared to DRUPA.

“The merger was finally concluded in April, and by mid-May, we were already prepared to inaugurate our pavilion at the exhibition, and present ourselves as a united company with a product line representing a combination of the products of the two component companies. We had to present a uniform concept, uniform design, people who identified with the merged company and would present it as such. This involved millions of tiny details carried out by people who didn’t sleep for weeks, in order to come ready to the exhibition.

“Ultimately, we have 150 products at the exhibition, a pavilion occupying a huge area of 2,000 square metres. Our equipment is positioned in another fourteen pavilions belonging to other companies. Incidentally, for PR purposes, we distributed 25,0000 footballs with our logo. Every two hours, thousands of these footballs are tossed down from an elevated position, to tell the world that Creo-Scitex is here”.

“Globes”: Did there come a time when you were afraid of not being able to keep up with the murderous pace of your timetable?

Meltzer: “Firstly, we drew up Plan B to have something to fall back on in any event. If we could not come united to DRUPA, we would appear there anyway, as two separate companies. However undesirable, that would be better that a unified appearance of less than the highest standard”.

The hard work involved took place concurrently on three continents, by means of telephone and computer communication, with ceaseless efforts to synchronise everyone’s clocks, due to time differences. For that reason, most activity took place in the afternoon hours Israel time, which is morning in western Canada.

The first thing the merged company attended to was internal communications. From day one of its activity as a merged company, it had a uniform e-mail system with uniform Intranet.

Just one basic message was relayed to employees: here and now, we have something entirely new, neither Scitex nor Creo, but a new creature. Meltzer: “We created a new logo. We even painted the company’s access road in the logo colors of red and blue. That very day, we changed the logo in all the company’s sites worldwide, and all answer machines replied: ‘Hello, Creo-Scitex here'”.

Due to our crowded timetable, management in most cases gave employees a free hand in decision-making. We enabled people to surge forward and do their utmost. We got across to them the message that we relied on them really to put the company interest first, and they came through for us”.

Also, cultural and conceptual gaps among the people setting up the pavilion itself had to be bridged. They were a German designer, a Dutch designer and an Israeli graphic designer. Together, despite coming from different places, they had to shape the company’s uniform message. Meltzer: “It transpires that the task, and possibly also the tight schedule, managed to unite everybody, even though there were differences of opinion here and there. Yes, with all the difficulties, short-term goals also carry distinct advantages”.

Meltzer notes that the first people who had to be recruited in the interest of the common goal were managers. “When the managers ‘believe’, they transmit they faith and optimism to the entire company”, he explains.

It is already apparent that one of the big advantages of the merger is that Creo-Scitex is perceived by potential customers as more of an international company than Scitex. Consequently it is more open to new markets, such as those in the Arab countries. Meltzer: “Two days ago, a Syrian customer came to our pavilion, making enquiries about a possible equipment purchase. That is an achievement of a type we could not have reached in the past”.

Published by Israel’s Business Arena on 25 May 2000

 

Scitex Announces First Quarter 2000 Results

Revenues for the first quarter of 2000 were $163 million, up 4% on the comparable quarter in 1999. Operating income was $7.3 million, down $700,000. As could be expected, the pendency and uncertainty of the Scitex/Creo transaction negatively impacted the performance of this business in the quarter. The digital printing businesses grew to $53.2 million, a 29% increase compared to the parallel quarter of 1999.
 

Scitex Announces First Quarter 2000 Results

Herzlia, Israel, May 11, 2000
Scitex Corporation Ltd. (NASDAQ: SCIX) today reported its results for the three months ended March 31, 2000.

Creo Scitex Transaction

Following the closing of the transaction between Scitex and Creo Products Inc., reported last month, the following results represent the final publication of the consolidated financial statements of Scitex which include the business merged with Creo. Since the transaction closed after the end of the first quarter, the full impact of the transaction, including the resulting capital gains and all transaction expenses, will be included in the results of the second quarter of 2000.

Quarterly Highlights

Revenues for the first quarter of 2000 were $163 million, up 4% on the comparable quarter in 1999. Operating income was $7.3 million, down $700,000. As could be expected, the pendency and uncertainty of the Scitex/Creo transaction negatively impacted the performance of this business in the quarter. The digital printing businesses grew to $53.2 million, a 29% increase compared to the parallel quarter of 1999.

Net income for the quarter was $1.3 million or 3 cents per share. The weak euro and the strong shekel had a negative impact on the quarter’s results. Net income from continuing operations in the first quarter of 1999 was $2.6 million or 6 cents per share. In that quarter we also showed a gain of $5 million from discontinued operations resulting from a reduction in reserves associated with the Company’s sale of its digital video business.

The New Scitex

In a separate release issued today, Scitex’s management described the new positioning and strategic direction of the Company. It is based on the concept of Scitex building a network of pioneering companies which bring together digital imaging technology with the power and reach of the Internet to offer exciting solutions for the graphic arts and digital imaging markets. The remainder of this press release describes the recent performance and events for Scitex’s operations and investments in the digital preprint, digital printing and Internet markets.

Scitex’s digital preprint business, which was merged with the operations of Creo Products Inc., as of April 4, 2000, to create the CreoScitex organization, recorded revenues of $106 million in the first quarter of 2000 compared with $113 million in the first quarter of 1999. The performance of this part of the business was affected by the uncertainty regarding the transaction with Creo between the signing and the closing. Going forward, Scitex’s participation in the digital preprint business will be through its 27% equity investment in Creo. We believe that once the integration has been completed, CreoScitex should generate high levels of growth and profitability. The market value of this core holding was $424 million (approximately $10 per share) based on the closing price on May 10, 2000. Creo Products Inc. is a world leader in digital preprint and on-press imaging technologies.

Scitex Digital Printing (SDP) posted a modest growth in revenues in the first quarter of 2000 with sales of $35.9 million compared to $34.0 million for the same period last year. Sales of the Scitex VersaMark� , introduced in the first quarter of 1999, expanded during the period as the new technology base gained greater acceptance and appreciation amongst existing and potential customers. Sales of the new Scitex VersaMark products already account for more than 60% of equipment sales in the quarter. The company shipped a multiple system to British Telecommunications plc that included eight Scitex VersaMark digital printing systems. Earlier this month Scitex announced the launch of the VersaMark Business Color Press� , the first ultra high speed digital color press, and its installation at Be’eri Printers, one of Israel’s premier commercial printers.

Scitex Wide Format Printing revenues for the first quarter of 2000 rose 139% to $17.3 million, compared to the parallel quarter last year. All products of this subsidiary experienced healthy growth in the period with super wide format sales being particularly good. Scitex is now a leader in this rapidly growing area of the printing market. Towards the end of the quarter, Scitex and 3M entered into a strategic alliance that includes joint development, distribution and support. At the same time, Scitex Wide Format announced the launch of the Scitex Pressjet� 3M digital press integrating Scitex equipment with 3M inks, graphic films and software. Sales of the Scitex 3M Pressjet digital press are expected to commence in the second quarter of this year.

Karat Digital Press’s beta program for the 74 Karat™ short-run, color, digital offset press was expanded, bringing the total number of units installed at customer sites to ten. It is anticipated that commercial shipments will commence after the end of DRUPA. During the first quarter of this year Karat Digital Press, North America, Inc. was established to facilitate the sales and marketing, and customer support operations in the USA.

Vio Worldwide Limited, an applications service provider (ASP) for the graphic arts industry, is Scitex’s 50/50 joint venture with British Telecommunications plc. The latest quarter saw the JV further expand its services while growing its customer base. The new Internet-based technology is gaining broader acceptance and Scitex continues to invest in this exciting, value creating venture.

Yoav Z. Chelouche, President and Chief Executive Officer of Scitex, said, “Now that the CreoScitex deal is completed we are continuing our pursuit of new technologies and applications in digital imaging, graphic arts and the media. Under Scitex’s new strategy unveiled today, we are actively building a network of leading, innovative companies focused on combining digital imaging technologies with the power of the Internet which offers tremendous opportunities in business communication. Only through our commitment to add value within our network of companies will we be able to reap the benefits of their specialized knowledge and leverage our management strengths.”

Rimon Ben-Shaoul, Chairman of the Board of Scitex Corporation Ltd. added: “The Board of Scitex is determined to unlock the hidden value of the Company by implementing an active and dynamic strategy.”

Chelouche concluded: “We bid farewell today to Eyal Desheh, Corporate Vice President and Chief Financial Officer. On behalf of the Scitex Board of Directors, senior management and its employees, I would like to thank Eyal for his tireless efforts over the past three and a half years that he has worked with us at Scitex. I wish him success in his future endeavors. We are currently seeking a replacement for Eyal. In the meantime, Itai Halevy, Corporate Vice President Business Development & Strategic Planning, will assume overall responsibility for the finance function at Scitex.”


SCITEX CORPORATION LTD. (AN ISRAELI CORPORATION) AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(U.S. Dollars in thousands, except per share data)

Quarter ended March 31,

2000

1999

(Unaudited)

(Unaudited)

Revenues

Sales

$ 109,106

$ 106,504

Service

36,088

35,479

Supplies

17,745

15,426

Total revenues

162,939

157,409

Cost of revenues

Cost of sales

58,807

52,820

Cost of service

27,182

29,995

Cost of supplies

9,396

7,947

Total cost of revenues

95,385

90,762

Gross profit

67,554

66,647

Expenses

Research and development

18,920

18,190

Less participations

(612)

(2,226)

Net

18,308

15,964

Sales and marketing

25,270

23,209

General & administrative

13,699

17,197

Amortization of goodwill and other intangibles

2,979

2,295

Operating income (loss)

7,298

7,982

Financial income – net

969

500

Other income – net

1,200

194

Income (loss) before taxes on income

9,467

8,676

Taxes on income

1,482

1,302

7,985

7,374

Share in losses of equity investments

(6,697)

(4,763)

Income (loss) from continuing operations

$ 1,288

$ 2,611

Discontinued operations:

Loss from operations

Disposal

5,001

Income (loss) from discontinued operations

0

5,001

Net income (loss)

$ 1,288

$ 7,612

Earnings (loss) per share – basic and diluted:

Continuing operations

$ 0.03

$ 0.06

Discontinued operations

$ 0.00

$ 0.12

$ 0.03

$ 0.18

Weighted average number of shares outstanding (in thousands)

– basic

42,639

43,019

– diluted

43,776

43,288

 

SCITEX CORPORATION LTD. (AN ISRAELI CORPORATION) AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS

(U.S. Dollars in thousands)

Mar. 31, 2000

Dec. 31,1999

(Unaudited)

(Audited)

Assets

Current assets:

Cash and cash equivalents

$ 45,650

$ 49,259

Short-term investments

30,712

32,992

Total cash and short-term investments

76,362

82,251

Trade receivables – net

156,534

173,858

Other receivables

37,021

32,582

Inventories:

Systems and components

87,204

78,950

Spare parts and supplies

48,367

47,532

Deferred income taxes

45,451

44,975

450,939

460,148

Investments and other non-current assets

9,450

10,501

Property and equipment – net

86,109

90,577

Goodwill and other intangible assets – net

54,680

54,578

$ 601,178

$ 615,804

Liabilities and Shareholders’ Equity

Current liabilities:

Short term debt

$ 28

$ 6

Trade payables

51,537

65,281

Accrued and other liabilities

114,077

119,939

165,642

185,226

Non-current liabilities

3,411

2,691

Shareholders’ equity:

Share capital

6,204

6,196

Capital surplus

364,219

361,519

Currency translation adjustments

1,775

1,533

Retained earnings

65,451

64,163

Treasury stock at cost

(5,524)

(5,524)

432,125

427,887

$ 601,178

$ 615,804

Scitex Corporation – The New Strategy

A pre Drupa song and dance: A network of companies, the strategy for growth and leadership. Scitex has announced its new corporate strategy following the transaction with Creo Products Inc. on April 4, 2000. Scitex will dedicate itself to building a network of leading and innovative companies that are focused on combining digital imaging technologies with the power of the Internet.

Scitex Corporation – The New Strategy

A network of companies, the strategy for growth and leadership

Herzlia, Israel, May 11, 2000 –
Scitex Corporation Ltd. (NASDAQ: SCIX) today announces its new corporate strategy following the transaction with Creo Products Inc. on April 4, 2000. Scitex will dedicate itself to building a network of leading and innovative companies that are focused on combining digital imaging technologies with the power of the Internet.

Scitex Corporation’s strategy is based on the following business objectives:

  • Enhance and highlight the value of its existing activities and investment portfolio;
  • Invest in specialized technology companies that are revolutionizing their industries;
  • Leverage the complementary strengths of the existing network of companies that Scitex Corporation either owns or has an interest in; and
  • Add managerial depth and market knowledge to this network of companies.

Scitex is uniquely positioned to implement this strategy with its knowledge of the graphic arts and digital imaging industries and an established brand name. Using its vast intellectual property and experienced management team, Scitex is working to maximize the synergetic opportunities created within its network of companies, in order to generate value and growth from the convergence of digital imaging technologies with the Internet.

Yoav Z. Chelouche, President and Chief Executive Officer of Scitex said: “Through our leadership in print and publishing technology we are committed to continuously innovate and advance in these industries. Scitex is building a network of leading, innovative companies focused on combining digital imaging technologies with the power of the Internet to create a world of visually rich business communications. From its position as a world leader in digital imaging solutions, Scitex is continuously advancing technology in order to capitalize on the market’s expanding potential.”

The DRUPA trade exhibition (May 18 – 31) in Dusseldorf, Germany is a timely opportunity to present the company’s new strategy and focus, and to display at the Scitex booth the broad array of industrial inkjet solutions from Scitex Digital Printing, Scitex Wide Format Printing and Aprion Digital. Vio Worldwide Limited and Karat Digital Press will have their own stands. It will also be the first showing of the combined CreoScitex preprint business.

Chelouche concluded: “We are excited to be able to participate on a wider front of technologies and opportunities as our industry transforms.”

Further information on Scitex Corporation Ltd.

Scitex’s network of companies presently consist of the following:

Market

Scitex portfolio

% Ownership

Digital Preprint

Creo Products Inc. 27% (fully diluted)
(13.25m shares)

Digital Printing

Scitex Digital Printing, Inc.Scitex Wide Format Printing Ltd.

Karat Digital Press

Aprion Digital Ltd.

100%

100%

50%

17%
(option to increase to 47%)

Internet

Vio Worldwide LimitedRTimage Ltd.

SciDel Technologies Ltd.

50%

13%

30%

Scitex’s main businesses now operate within three main markets:

Digital Preprint

  • Creo Products Inc. With the closing of the Scitex and Creo Products transaction, Scitex received 13.25 million shares in exchange for the assets of Scitex’s digital preprint business. In so doing, Scitex became the major shareholder in Creo with approximately 27% of shares outstanding, and going forward, Scitex’s participation in the digital preprint business will be driven by its equity investment in Creo. Creo Products Inc. is a world leader in digital preprint and on-press imaging technologies.

Digital Printing

  • Scitex Digital Printing, Inc. (SDP) is a world leader in high speed variable inkjet printing. The company, which is 100% owned by Scitex, recorded revenues of over $140 million for 1999. The company provides the most advanced, competitive, and low-cost solutions for high-speed variable data printing for applications such as telecom billing, direct mail, and one-to-one marketing solutions. SDP’s growth strategy is based on sales of its new ultra high-speed, high resolution Scitex VersaMark� products. The company recently announced the launch of the VersaMark Business Color Press� which prints 100% variable data in process color at the highest speed and lowest page cost available in the world.
  • Scitex Wide Format Printing Ltd. This fast growing, 100% owned subsidiary, is a world leader in digital inkjet printing systems and consumables for use in wide and super-wide format printing applications. The company recorded revenues of approximately $43 million in 1999, an over 50% increase over 1998. During the quarter Scitex Wide Format Printing signed an exclusive worldwide cooperation agreement with 3M.
  • Karat Digital Press. This 50/50 joint venture with Koenig & Bauer A.G. develops and manufactures the highly innovative 74 Karat� digital offset press. The company has placed ten beta units worldwide and expects to commence commercial shipments soon.
  • Aprion Digital Ltd. Scitex obtained venture capital financing for this exciting technology in mid-1999 and now holds approximately 17% with the option to increase its holdings to approximately 47%. The company develops state of the art drop-on-demand inkjet technologies, creating flexible, value generating printing solutions to be brought to market by a network of strategic partners.

Internet

  • Vio Worldwide Limited, our 50/50 joint venture with British Telecommunications plc, is pioneering Internet and telecommunications services for the printing industry. Vio operates as an ASP (Applications Service Provider) for the graphic arts industry. The company is enjoying a rapidly growing user base, including wide band and Internet users.
  • RTimage Ltd. Scitex holds a 13% stake in this leading provider of professional Internet-based imaging products and services for the graphic arts and medical communities. RTimage’s breakthrough technology provides online remote proofing applications, and remote diagnostics for the medical community.
  • SciDel Technologies Ltd. Scitex holds 30% of the company, which specializes in real time advertising insertion to TV and Webcasting. The SciDel technologies offered as a service are experiencing expanded deman.

CREO ANNOUNCES ENDS ITS RELATIONSHIP WITH HEIDELBERG

Creo and Heidelberger have been unable to agree on modifications to the joint-venture agreement necessary as a result of the merger of Creo and Scitex prepress operations.

CREO ANNOUNCES CHANGE IN RELATIONSHIP WITH HEIDELBERG Vancouver, BC, CANADA (April 5, 2000) – Creo Products Inc. (NASDAQ: CREO; TSE: CRE) (‘Creo’) announced today that it has exercised its right to end the Heidelberg/Creo joint venture. Creo and Heidelberger Druckmaschinen AG (‘Heidelberg’) have been unable to agree on modifications to the joint-venture agreement necessary as a result of the merger of Creo and Scitex prepress operations. Under the terms of the joint-venture agreement, Heidelberg and Creo will proceed to negotiate an original equipment manufacture (OEM) arrangement immediately. This change, triggered by the CreoScitex transaction closure yesterday, will allow for more independence and flexibility for the respective sales and support organizations. Creo expects that the current Heidelberg/Creo joint-venture products such as the Trendsetter® family of thermal platesetters and the Prinergy™ workflow management system, will be sold through both CreoScitex and Heidelberg distribution channels. Creo already has an existing OEM agreement to supply Heidelberg with imaging systems for the Speedmaster 74 DI press.

Scitex plans European offering for Vio

Scitex is planning to float Vio in Europe fairly soon but the company has not yet chosen an underwriter,” said the Israeli source, who asked not to be named.

Tuesday April 4, 5:15 am Eastern Time SCITEX IS PLANNING EUROPEAN OFFERING FOR VIO TEL AVIV, April 4 (Reuters) – Israel’s Scitex Corp is planning a European public offering for Vio Worldwide Ltd, its 50-50 joint venture with British Telecom (quote from Yahoo! UK & Ireland: BT.L), an industry source said on Tuesday. “Scitex is planning to float Vio in Europe fairly soon but the company has not yet chosen an underwriter,” said the Israeli source, who asked not to be named. The source could not say in which European market Vio would be floated. Vio develops Internet and telecom services for the printing industry. Israeli daily Yedioth Ahronoth said Vio would be valued at over $500 million for the offering. A spokeswoman for Scitex refused to confirm or deny the report but said the company’s management has said that as part of its strategy it would seek to increase the value of its subsidiaries by raising capital or through investments.

The new CreoScitex company has launched

CreoScitex Logo

Introducing CreoScitex

Vancouver, BC, CANADA (April 4, 2000)

CreoScitex is pleased to make its first announcement today as a new organization. Further to an announcement from Creo Products Inc. (NASDAQ: CREO; TSE: CRE) earlier today confirming the closure of the pending business transaction with Scitex Corporation Ltd., CreoScitex is now officially in business.

 

CreoScitex unites the prepress operations, products, and services of Creo and Scitex. Focused on the graphic arts marketplace, CreoScitex offers solutions including image capture systems, professional color and copydot scanning systems, digital front-end and variable information workflow solutions, inkjet and digital halftone proofing solutions, computer-to-plate and computer-to-film devices, and imaging heads for digital offset applications. These are grouped into six primary product lines: input, workflow, proofing, output, imaging and media, and support. The combined operation will continue to support all existing products for the foreseeable future.

 

Mark Dance, Executive Vice President of Creo, leads the CreoScitex management team as President. Erez Meltzer, formerly of Scitex, has assumed the role of Chief Operating Officer of Creo Products Inc. and President of CreoScitex Corporation Ltd in Israel. “Our new team is committed to making CreoScitex the driving force leading the complete digitization of the graphic arts industry,” said Dance. “We plan to do this by working both directly and through our subsidiaries and partners to deliver superior value to all of our customers worldwide.”

 

While Creo corporate headquarters will remain in Vancouver, Canada, the global operations of CreoScitex will be managed from both Vancouver and Herzlia, Israel. Distribution and support centers will be located in the U.S., Europe, Japan and Hong Kong. Three R&D and manufacturing sites will operate in Vancouver, Canada; Herzlia, Israel; and Billerica, Massachusetts, in addition to the manufacturing and R&D facilities of Creo’s joint-venture partner Heidelberger Druckmaschinen AG in Kiel, Germany.

 

Elements of the new CreoScitex brand identity were also revealed today. The two components of the new logo – the colors of which evoke the history of Creo and Scitex – bring together the fluidity of art and the precision of science. The new logo highlights the commitment of everyone at CreoScitex to developing technology that makes the creative process easier yet more powerful.

 

In the coming months, CreoScitex will focus on working closely with customers during the transition and on building a strong presence at the Drupa 2000 trade show in Dusseldorf, Germany. “Our primary goal throughout this process is to ensure that our customers have access to the best, most comprehensive product and service solutions necessary to make their businesses profitable and improve the service they can give to their clients,” confirmed Erez Meltzer. “To this end, our sales and service organizations are being merged and product roadmaps are being produced.” As the transition progresses, graphic arts professionals will continue to see such familiar products as Brisque, Dolev, Eversmart, Iris, Leaf, Lotem, Prinergy, Renaissance, and Trendsetter, among others. Customers can expect to see regular updates from CreoScitex and the continuation of the sales or support services they have come to expect.

 

Visit the new CreoScitex web site at www.creoscitex.com to view the new logo and to access downloadable photos of Mark Dance and Erez Meltzer.

-###-

About CreoScitex

Formed in April 2000 by uniting the digital prepress and print-on-demand initiatives of Creo Products Inc. and Scitex Corporation Ltd., CreoScitex is a world leader in solutions for the graphic arts industry. Core product lines include image capture systems; inkjet proofers; thermal imaging devices for films, plates, and proofs; professional color and copydot scanning systems; and workflow management software. CreoScitex is also an Original Equipment Manufacture (OEM) supplier of imaging technology for on-press imaging equipment. A worldwide network of direct sales and service offices, dealers, resellers, and OEM partners provides global sales and customer support. CreoScitex is a division of Creo Products Inc., which trades on NASDAQ under the symbol CREO and on the Toronto Stock Exchange under the symbol CRE.

 

Contacts:

 

CreoScitex (Headquarters)

Kim Lawrence
Tel.: +1-604-451-2700
Fax: +1-604-437-9891
E-Mail: kim_lawrence@creoscitex.com

 

CreoScitex (Israel)

Shelagh Hammer
Tel: +972-9-959-7458
Fax: +972-9-959-7703
Email: shelagh_hammer@creoscitex.com

 

CreoScitex (Europe)

Lutt Willems
Tel: +32-23-52-25-36
Fax: +32-23-52-28-57
Email: lutt_willems@creoscitex.com

CreoScitex (Europe)

Katja Mader
Tel.: +32-2-711-14 00
Fax: +32-2-720-96 71
E-Mail: katja_mader@creoscitex.com

CreoScitex (America)

Mark Sullivan
Tel: +1-781-280-7585
Fax: +1-781-275-5649
Email: mark_sullivan@creoscitex.com

CreoScitex (Asia Pacific)

Charlene Cheung
Tel: +852-2882-1011
Fax: +852-2881-8897
Email: charlene_cheung@creoscitex.com

Creo/Scitex: The Picture Keeps Changing

…Like a Jewish wedding. Creo and Scitex are both largely Jewish in their management, many of their staff, and many of the shareholders. At such a Jewish wedding, the most important factor is the two families coming together. The couple seem to be secondary.

 

Commentary-Andy Tribute, International Editor, Seybold Report March 6, 2000 Following my commentary written for our last issue, I’ve had an opportunity to give greater consideration to the issues surrounding the acquisition of Scitex’s prepress business by Creo Products. I feel I perhaps made the wrong assessment in that article. Since my original writing, I have also had the opportunity to speak in depth with both Creo and Scitex staff, from the CEO and president levels down, in both companies. My original belief was that this deal was forced through at the wishes of the Scitex shareholders and the Creo management. I now believe that this is not true. My belief was that this agreement was driven by the Scitex shareholders determined to force up the value of their investment in the company. Scitex’s share price has never really recovered from its bad times a few years ago, and has not reflected the excellent performance of the company.

In fact, in the final quarter of 1999, Scitex recorded the highest quarterly turnover in its history. There is no doubt that this deal was initially driven by the need to improve the capital value of the company. This, however, was not a recent decision. For years, Scitex has realized it would be necessary either to acquire, merge or partner with, or be sold to another company in order to succeed in the rapidly changing market that exists today. The company has had all sorts of discussions with potential partners, etc., in the past few years. These included most of the consumables companies as well as many of the other industry suppliers. The most recent of these discussions were with Xerox. We believe that these discussions failed mainly because of disagreements over valuations, but also because the deal was being discussed away from operating management. There would have been many real synergies in a relationship with Xerox, which is determined to establish itself as a major graphic arts player. The logic of the deal with Creo came about over a year ago following discussions between Creo and Scitex senior management. This was not a shareholder-driven deal. The flotation of Creo was an enabling technique to allow the Scitex deal to go ahead. The logic of the deal is to become a more efficient operation in the key area of computer-to-plate imaging. With less than five percent of the world’s printers having moved into CTP, the two companies saw that they could make better use of their resources in developing the products needed for the future if they worked together. They felt that they could provide a far better degree of customer service as one organization. They no doubt also realized that they could be more profitable and more dominant as one, and could make it very difficult for the competition to succeed against them. It is very interesting to look at the deal and see what it really means. It is, in fact, like a Jewish wedding. Creo and Scitex are both largely Jewish in their management, many of their staff, and many of the shareholders. At such a Jewish wedding, the most important factor is the two families coming together. The couple seem to be secondary. In this case, the past few months have seen the families coming together with staff of all levels spending time getting to know one another. (The biggest beneficiary to date appears to be Air Canada, with its direct flights to Israel.) This is a deal done with the full agreement of all key staff members in both companies. The shareholders also are happy. What, then, is my interpretation of the deal now? First, it is not a deal until the wedding ceremony takes place, which appears will be at the end of March at the Creo AGM. All the members of the families, however, are already in agreement, and unless there is some antitrust or monopoly objection, it appears to be a done deal. When the deal is done, Scitex will own 27% of Creo, and Creo/Scitex will be an operating division of Creo. With 27 percent, Scitex will be the largest shareholder in Creo. Most other shareholders are institutional or venture funds. My reading of this is that Scitex has taken control of Creo in a reverse takeover. Yoav Chelouche, the chief executive of Scitex, is now deputy chairman of Creo. He also oversees Scitex’s non Creo elements, including Scitex Digital Printing, Scitex’s Wide-Format division and its shares of Karat Printing Company, Vio and the new Aprion ink-jet development. Scitex has emerged from this a far stronger company and its shareholders must be highly delighted. No doubt they will be more delighted once Karat Printing and Aprion start generating income. [believe we have seen the full turnaround of Scitex. In the 1 980s it was the number one prepress company in the world. Then it almost got killed by the switch to the desktop and out of proprietary systems. It incurred huge losses before it turned the corner. Now Scitex is back on top. It has succeeded through its strategies of broadening its business to generate income in other markets, but, above all, it has succeeded by the success of its Lotem CTP systems. It is the Lotem product that brought Creo to the altar, and it was the strength of Scitex’s user base and its workflow that made Lotem a success. The company now is cash rich and ready to expand more. I don’t believe it wants to get into conventional consumables of film and plate. Where will Scitex go in the future? I think its investment in Vio and its recent stake in RealTime Image may be the clue. The Internet, E-commerce, E-business, and its future in printing is where I believe we shall see Scitex go to build its business, while Creo/Scitex continues to expand the CTP market. I would guess it is putting real R&D emphasis on making certain it is not sidelined if CTP switches away from thermal imaging and back to imaging of conventional uv printing plates. Scitex is back, and I think every other supplier will be watching it very closely.

Creo releases Information Circular for March 30 shareholders’ meeting

Completion of the Scitex acquisition is subject to a number of conditions inc. the approval by the Creo shareholders of the issuance of the 13.25 million common shares to Scitex, and approvals under the US Antitrust Improvements Act of 1976 and the antitrust or comparable laws of several other countries

Creo releases Information Circular for March 30 shareholders’ meeting

PR Newswire – February 28, 2000 16:54

Hart-Scott-Rodino Act waiting period expires

VANCOUVER, Feb. 28 /CNW-PRN/ – Creo Products Inc. (NASDAQ: CREO) (TSE: CRE) is pleased to announce that a Management Information Circular has been distributed to shareholders today in preparation for the upcoming Annual and Special Meeting, scheduled for March 30, 2000 in Vancouver.

As previously announced, on January 17, 2000 Creo and Scitex Corporation Ltd. (“Scitex”) entered into an Asset Purchase Agreement providing for the acquisition by Creo of the digital prepress and print-on-demand businesses of Scitex (the “Scitex Business”). At the March 30 meeting, shareholders will consider – among other things – the issuance of 13,250,000 common shares to Scitex as consideration for the Scitex Business. On closing of the acquisition, Scitex will hold approximately 26.1% of Creo’s outstanding common shares on a fully diluted basis.

The Management Information Circular includes a description of the Scitex Business and the combined businesses, as well as audited financial statements of the Scitex Business for the three years ended December 31, 1999, and unaudited pro forma consolidated financial statements of Creo reflecting the acquisition of the Scitex Business.

Net income of the Scitex Business in the year ended December 31, 1999 was US$32.6 million, compared to losses of US$1.1 million in fiscal 1998 and US$8.6 million in fiscal 1997. Total revenue for the year ended December 31, 1999 was approximately US$491.5 million, compared to US$454.1 million in the previous year and US$473.6 million in the year ended December 31, 1997. Product sales and service revenues in fiscal 1999 were US$336.9 million and US$104.8 million, respectively (compared to US$303.3 million and US$103.7 million, respectively, in fiscal 1998, and US$322.2 and US$103.2 million, respectively, in fiscal 1997). Revenues from the sale of supplies were approximately US$49.8 million in fiscal 1999 (compared to approximately US$47.1 million in fiscal 1998 and approximately US$48.2 million in fiscal 1997).

On a pro forma basis, assuming that the acquisition had been completed as of the end of Creo’s most recent financial year (September 30, 1999), the consolidated balance sheet of Creo and the Scitex Business reflects total assets of US$883.2 million, and net equity of US$686.9 million. In addition, on a pro forma basis as if the acquisition had occurred at the beginning of Creo’s 1999 fiscal year, the combined entity discloses total revenues of US$669.8 million, gross profit of US$291.3 million, and operating income of US$45.4 million. As disclosed in Creo’s financial statements for the year ended September 30, 1999 previously mailed to shareholders, Creo’s total revenues on a stand-alone basis were US$178.3 million, with gross profit of US$83.8 million and operating income of US$29.5 million.

Creo expects that significant synergies, including cost and capital savings, will result from the combination of its business and the Scitex Business, creating a broader platform for Creo’s further growth. Management also expects that customers will benefit from the combination of product and service offerings, the expansion of these offerings into new markets, and improved efficiencies, and that the business prospects for printCafe – Creo’s recently announced e-commerce initiative with, among others, Prograph, Inc. – will be significantly improved.

Completion of the acquisition is subject to a number of conditions. Among these are the approval by the Creo shareholders of the issuance of the 13.25 million common shares to Scitex, and approvals under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 of the United States (“HSR Act”) and the antitrust or comparable laws of several other countries, including certain countries in Europe and Latin America. The applicable waiting period under the HSR Act has expired, and application for the other approvals has been made or will be made shortly.

Upon completion of the acquisition, the new graphic arts group – tentatively named Creo/Scitex – will operate as a division of Creo Products Inc., which will continue to trade under the name Creo (NASDAQ: CREO; TSE: CRE).

Eliezer Lev: If It Ain’t Broke Don’t Fix It

Interviw with Eliezer Lev, general manager of Infineon Israel. this Siemen’s semiconductor division, which also serves as the company’s development center in Israel, replaced IC Com’s founders, after it was purchased four months ago by the multi-national concern.
Globes: Monday , Feb 21, 2000

Sun-Thu at 18:00 (GMT+2)
High Tech Features

If It Ain’t Broke Don’t Fix It

By Aviva Rosen

Start-ups acquired by international concerns often wake up to a new reality in which Mama tries to straighten out and clean up her messy new baby.

Eliezer Lev, general manager of Infineon Israel, Siemen’s semiconductor division, which also serves as the company’s development center in Israel, replaced IC Com’s founders, after it was purchased four months ago by the multi-national concern. Lev says the company underwent a period of uncertainty, during which part of the senior management team left, and some of the functions no longer required disappeared, along with a few of the less successful projects.

Why leave a company that is turning into the development center of such a leading and respected company in the sector? “Some left apparently because their dream was gone. Dreams are part and parcel of a start-up,” Lev says, “and one of the dreams is to have options and shares.”

Lev talks of a period of adjustment which Infineon Israel appears to be embarking on. Lev, who in the past was deputy general manager for development at Scitex and a company division manager, was brought to Infineon to “sort out” the start-up’s structure, which is far less organized than that of the multi-national concern.

“There’s something about large organizations which deters people looking for the feeling of a unified elite unit, while many others are attracted to order and good organization,” he says.

“These people know they now have the opportunity to work with the most advanced technologies, and even move from project to project throughout the world, within the company.”

“Globes”: How do employees relate to the fact that they are working for a company with German roots?

Lev: “The subject has never arisen, as far as I know. I think people nowadays put much more emphasis on the fact that they work for a large and successful company, and they can feel part of that success.”

What’s happening vis-a-vis Israeli and German styles of management?

“It’s true that, compared with the Israeli management style of improvisation, the German style of management is much more structured, but I believe that bringing order and sprucing things up in development matters of an Israeli start-up is not a bad thing. Even if there appears to be a conflict between German and Israeli mentalities, the conflict doesn’t necessarily need to be destructive.”

In contrast to Infineon, Convergys Israel, formerly Wiztec Solutions, which belonged for several years to Digital International, and later to Formula Israel, is already very well experienced in transitions, including the sort that takes place between a development center of a multi-national company and the local company, and vice versa.

In Convergys case, which is contrary to Infineon’s, the acquisition did not take place as a one-time purchase, but was carried out in stages, with the final purchase in March 1999. By that time, Wiztec and Convergys had developed a close relationship of joint work in various fields. It is perhaps an exception to the rule for the mergers and acquisitions we hear about, that are rushed through and fall apart not long afterwards.

Moreover, according to the Israeli company’s new general manager Riki Alon, “The company was always in the international market, so that even if it was based in Israel, the transition to a multi-national company did not deeply jolt it.”

What about company structure? Apart from development, are there other functions which wither and die?

Alon: “Beyond our small marketing group, the company has not changed, and neither have people’s responsibilities. Various functions remained, such as management of finances, which normally disappears, but in our case remained. In the meantime, we’re continuing to function in a relatively independent manner.”

Alon explains that from the management processes aspect, some things have changed, for example management of human resources, employee evaluations and salaries. The changes are instituted gradually, not forced.

Alon says Convergys is trying to act gently and wisely in incorporating the Israeli company so as to avoid harming it, and to get the most out of it. “Nobody looks at the calendar and says: we’re now turning over a completely new leaf. They understand that something that works well does not need to be mended.”

What about the relations between the US company and the Israeli one?

“We receive certain things from them, and they receive certain things from us. They can learn from us, for example, why it’s sometimes worthwhile ’rounding corners’ and becoming more creative about solutions when the regulations interfere.”

Published by Israel’s Business Arena on 16 February, 2000

The Number of Shares We’ll Receive from Creo Hasn’t Changed

Congratulations to Scitex. After seven years of crisis, the company’s fortunes are improving, at least as far as investors are concerned.
Friday , Feb 4, 2000 Sun-Thu at 18:00 (GMT+2)
Headlines

“The Number of Shares We’ll Receive from Creo Hasn’t Changed”By Avishai Ovadia

 

Congratulations to Scitex. After seven years of crisis, the company’s fortunes are improving, at least as far as investors are concerned. We would like to remind you that it all started with a profit warning that triggered a 27% fall in the price of Scitex shares, which plummeted to $28. The share is currently traded at $15.

Scitex is picking itself up largely thanks to Amos Michelson, Creo’s general manager. It was his idea to merge Scitex’s preprint division with Creo.

Following the merger, Scitex became a kind of holding company investing in preprint, digital printing, wide format, and Internet ventures. In return for its preprint division, Scitex received 27% of Canadian company Creo, which is traded on NASDAQ. Creo is considered a world leader in manufacturing and marketing CTP (computer-to-plate) systems for the preprint industry. The company also sells other preprint products, such as scanners, and cooperates with the world’s biggest printing manufacturer, Heidelberg.

After close of trading on Wall Street yesterday, Scitex published its financial statements for Q4 1999, posting record sales and a significant increase in profits. Yet it appears that the decisive factor for Scitex at present is the fall in Creo’s shares, which plummeted 40% since its deal with Scitex. (Could it be possible that the market didn’t like the deal?) The fall shrank the value of the deal by $610 million to about $390 million.

“Globes”: Will Scitex demand a larger number of Creo shares, now that their price has fallen?

Yoav Chelouche:“The number of shares we’ll receive is still the same: 13.25 million. The deal was based on a price similar to the present one. Following reports on the deal, the share rose, and now it’s falling – apparently because six months have gone by since Creo first issued its shares. The blocking period is over, and some people want to sell off their shares. This is a natural development. When we signed the deal we discussed roughly today’s sums. We’re not really disappointed over the fall in price.”

You haven’t succeeded in recovering and regaining your technological supremacy since that notorious profit warning seven years ago. The sale of the preprint division to Creo is tantamount to an admission that you failed to position yourself at the cutting edge of preprint technology.

“I’m stunned by your question,” said Scitex’s CFO Eyal Desheh, who was present at the interview. “Nobody has the benefit of hindsight at the time things happen. We believe that no one who saw Scitex’s Q4 results, with profit going up 70%, and the strategic sale deal, would use the word ‘disappointment’. We’ve just announced our greatest quarterly results ever, the highest operating profits in five years, and record sales.”

And the share is still treading water?

“The share almost doubled relative to its trading price last summer. It’s impossible to draw parallels between this and our peak of several years ago. We had a company in need of a serious overhaul and that’s what we did. From the investors’ point of view, the results are very strong in terms of growth and profitability.”

The preprint division grew and sales reached a record $135 million. But what about the division’s profitability?

“We never present profits by division. We can say that profit levels improved greatly. This division was part of Scitex’s problem, and management took on a massive commitment in order to fix it. A good part of Scitex’s improvement stemmed from this division, which makes up two-thirds of the company.”

Is it possible to say that a major portion of this quarter’s profits came from this division?

“The division, overall, represents two-thirds of Scitex.”

What about other divisions? Sales for the digital printing division dropped, as compared with the previous quarter, to $39 million.

“This year was one of great technological changes in the digital printing field. There was no growth. We presented and based our products on a new technology, VersaMark. This system has attracted a lot of attention in the market, and already represents 40% of sales. We have a good feeling about this field; today we announced a $10 million contract to provide British Telecommunications with eight VersaMark high speed laser printers for their telephone bill printing centers.”

And what do you foresee for this division in 2000?

“We don’t forecast numbers. But we can say that we considering expanding our markets and applications.”

In 1998, Scitex entered wide format printing, now considered one of the most rapidly expanding divisions in your company. What do you intend to do in this field?

“The wide format printing division, which is based in Israel, increased quarterly sales to $17.8 million. The company has over 250 installations, each one of which yields $350,000- 450,000. This is a growth field and we’re in a good position.”

In the past, there were rumors that Scitex was in negotiations with Nur Macroprinters.

“We are not in contact with Nur or anyone else. But we think, in general, that in such rapidly changing fields it’s very important to be open. We’re open to dialogues about mergers. But, as I said, there are no negotiations of this sort right now.”

Is there any news regarding your new Karat printers?

There’s a lot going on in the Karat field. This technology is starting to enter the field – although this is still the beta-site stage. Six of these systems were released in the fourth quarter, five in Europe and one in the US. I assume that when beta site testing is over, around mid-year, the final product will be released on the market.”

What about Scitex’s other activities?

“VIO, our joint venture with British Telecom, contributed a great deal in the fourth quarter. We set up a website intended to allow users to familiarize themselves with VIO’s service and technology.”

“The service enables print-quality graphics to be transferred rapidly and inexpensively. For example, UK concern Reed already uses the VIO network to transfer half its graphics from its system to print. It’s a sort of e-mail for pictures and graphics; information that requires a great deal of bandwidth and memory.”

Published by Israel’s Business Arena on February 3, 2000.

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